I really like the girl's face, although her eyes being so wide makes her look more like a mannequin. Maybe have her eyes less wide, like half-open. Or maybe open up a copy of this and make them closed, because I think they'd look good closed.

Looking good. definately a major improvement from the original sketch. YOu might want to allign her teeth as well... because she appears to have a centered tooth in her mouth. the lower lip seems to be missalligned with the rest of the face, and you should see one more tooth on the right side(her pov).

i agree with tou she kinda looks weird. like shes making a funny face in reaction to the dude kissing her. its a great experssion but not appopriate for whats going on. still a vast improvement over the orginal. keep it up